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Case 2:20-cv-00240-JRG Document 1 Filed 07/16/20 Page 1 of 57 PageID #: 1
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`UNITED STATES DISTRICT COURT
`FOR THE EASTERN DISTRICT OF TEXAS
`MARSHALL DIVISION
`MAPLEBEAR INC. DBA INSTACART,
` Case Action No. 2:20-cv-240
`Plaintiff,
`
`
`v.
`CORNERSHOP TECHNOLOGIES, INC.;
`CORNERSHOP TECHNOLOGIES LLC;
`DELIVERY TECHNOLOGIES US, INC.;
`DOES 1-10,
`
`Defendants.
`
`COMPLAINT FOR INJUNCTIVE RELIEF AND MONEY DAMAGES
`
`
`
`

`

`Case 2:20-cv-00240-JRG Document 1 Filed 07/16/20 Page 2 of 57 PageID #: 2
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`Plaintiff Maplebear Inc. dba Instacart (“Instacart”), for its Complaint against Defendants
`
`Cornershop Technologies, Inc., Cornershop Technologies LLC, Delivery Technologies US, Inc.,
`
`and Does 1-10 (collectively, “Cornershop” or the “Cornershop Defendants”), based upon actual
`
`knowledge with respect to itself and its own acts and upon information and belief as to other
`
`persons and matters, hereby alleges as follows:
`
`NATURE OF THE ACTION
`
`1.
`
`Instacart brings this suit to stop the brazen and illegal accessing of its computer
`
`systems and the theft and misuse of its intellectual property by Defendant Cornershop.
`
`Cornershop launched in Chile in 2015 with a specific goal: to be an “Instacart for Latin
`
`America.”1
`
`2.
`
`In May 2020, Cornershop launched operations in two U.S. States (Texas and
`
`Florida), with plans to expand rapidly nationwide. But instead of competing fairly, Cornershop
`
`has illegally accessed and scraped Instacart’s Platform,2 copying and using without authorization
`
`thousands of copyrighted and licensed images, along with product descriptions, pricing data, and
`
`other information taken from Instacart—all while falsely representing to its customers and the
`
`world that these materials are licensed or owned by Cornershop.
`
`3.
`
`Cornershop has carried out its illegal enterprise with striking audacity. It has
`
`advertised for engineering positions in Texas with job duties including “scrap[ing] . . . catalogs”
`
`
`
`1 See “Jackson Square Ventures just closed its third fund with $193 million; here’s how it plans
`to invest it” (October 14, 2019), available at https://techcrunch.com/2019/10/14/jackson-square-
`ventures-just-closed-its-third-fund-with-193-million-heres-how-it-plans-to-invest-it.
`2 As used herein, the Instacart “Platform” refers to Instacart’s proprietary platform, whether
`accessed by a web-based browser or phone-based application (“app”), that processes customer
`orders placed on virtual retailer storefronts, as well as the app through which the independent
`service providers with whom Instacart contracts (“shoppers”) using the Instacart Platform
`receive those orders.
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`and required skills including “[a]dvanced scraping” and the “[a]bility to generate good scrapers.”
`
`Ex. A.
`
`4.
`
` It has copied thousands of copyrighted and proprietary images and used them
`
`without attribution or permission, after changing the file names to disguise their source.
`
`5.
`
`By stealing and misusing Instacart’s data, Cornershop has evaded the substantial
`
`investments required of legitimate competitors in this industry. Instacart has invested millions of
`
`dollars to develop and maintain online “virtual storefronts” that feature its retailer partners’
`
`catalogs in an intuitive and pleasing interface.
`
`6.
`
`Instacart’s efforts have included, among other things, creating thousands of
`
`aesthetically pleasing original product images to best connect consumers with the groceries and
`
`household essentials that they want and need.
`
`7.
`
`But Cornershop has simply copied thousands of these images—ignoring
`
`Instacart’s copyrights and express prohibitions against doing so—and reposted them on
`
`Cornershop’s platform to unfairly compete against Instacart.
`
`8.
`
`To conceal its wrongdoing, Cornershop has changed the file names on the images
`
`it has stolen from Instacart, as the chart of examples below reflects:
`
`Instacart File Name/URL
`https://d2lnr5mha7bycj.cloudfront.net/product-
`image/file/large_e9973fc9-1367-4c48-b1d4-
`c476738db10d.jpg
`https://d2lnr5mha7bycj.cloudfront.net/product-
`image/file/large_143822fc-36c4-48f1-95ee-
`beec70fb02eb.jpg
`
`Cornershop Product Page URL
`https://s.cornershopapp.com/product-
`images/1818983.jpg
`
`https://s.cornershopapp.com/product-
`images/1795933.jpg
`
`
`https://d2lnr5mha7bycj.cloudfront.net/product-
`image/file/large_b943aa30-916a-4f6f-ad74-
`1469b2188117.jpg
`
`https://s.cornershopapp.com/product-
`images/1769133.jpg
`
`
`Product
`Name
`Everyday
`Sliced
`Mushrooms
`Country
`Pride
`Chicken Leg
`Quarters
`Daily Bread
`Marketplace
`Hummus
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`9.
`
`However, the product images Cornershop has stolen from Instacart are identical to
`
`Instacart’s copyrighted images, as the below examples reflect:
`
`
`
`Instacart Image
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`Cornershop Image
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`10.
`
`Cornershop is well aware of the unfair advantage it has gained by stealing a
`
`business instead of building one. As its Chief Technology Officer Daniel Undurraga explained in
`
`2016, Cornershop was “profitable almost from day one” because it “did not have a lot of R&D
`
`expense.”3 Unless enjoined, Cornershop will continue to subject Instacart to irreparable harm and
`
`distort the economics of the online grocery industry.
`
`11.
`
`Cornershop’s activities described herein violate the Computer Fraud and Abuse
`
`Act (“CFAA”), the federal Copyright Act, the Digital Millennium Copyright Act (“DMCA”), the
`
`Texas Harmful Access by a Computer Act (“THACA”), and Texas law protecting fair
`
`competition, and breach Instacart’s Terms of Service (“TOS”).
`
`12.
`
`Through this action, Instacart seeks preliminary and permanent injunctive relief to
`
`halt Cornershop’s intentional and ongoing legal violations, as well as monetary damages to
`
`compensate Instacart for the injuries Cornershop has caused that are compensable by damages,
`
`and other appropriate relief set forth herein.
`
`THE PARTIES
`
`13.
`
`Plaintiff Instacart is a Delaware corporation with its principal place of business
`
`located at 50 Beale St., Suite #600, in San Francisco, California. Instacart, a technology company
`
`that provides an online Platform to facilitate grocery shopping and delivery services, maintains
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`substantial ongoing business operations throughout the United States, including in more than five
`
`hundred communities in Texas. Within the Eastern District of Texas, Instacart offers its service
`
`in the communities of Plano, Frisco, Allen, Carrollton, and The Colony, among others.
`
`
`
`3 “Cornershop aims for slice of grocery shopping in Chile and Mexico” (June 1, 2016), available
`at https://www.idgconnect.com/idgconnect/interviews/1001219/cornershop-aims-slice-grocery-
`shopping-chile-mexico.
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`14.
`
`Defendant Cornershop Technologies, Inc. is a Delaware corporation that claims
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`ownership of the copyright in the Cornershop iOS app. Cornershop’s business is similar to
`
`Instacart’s grocery delivery platform: customers place orders for groceries on the app and
`
`shoppers using the Cornershop platform purchase them at local stores for home delivery. Oskar
`
`Hjertonsson is Cornershop Technologies, Inc.’s sole officer and director. On information and
`
`belief, Cornershop Technologies, Inc. is a corporate affiliate, parent, or subsidiary of the other
`
`Cornershop Defendants.
`
`15.
`
`Defendant Cornershop Technologies LLC is a Delaware limited liability
`
`company. Cornershop Technologies LLC claims ownership to the copyright in the Android
`
`version of the Cornershop app. On information and belief, Cornershop Technologies LLC is a
`
`corporate affiliate, parent, or subsidiary of the other Cornershop Defendants.
`
`16.
`
`Defendant Delivery Technologies US, Inc. is a Delaware corporation registered to
`
`conduct business in California, Florida, and Texas. Oskar Hjertonsson is Delivery Technologies
`
`US, Inc.’s sole officer and director. On information and belief, Delivery Technologies US, Inc. is
`
`a corporate affiliate, parent or subsidiary of the other Cornershop Defendants and is
`
`Cornershop’s operational entity in the United States.
`
`17.
`
`On information and belief, each of the named Defendants are acting in agreement,
`
`coordination, and on behalf of each other named Defendant. Each named Defendant has acted
`
`with the intent of accomplishing the unlawful actions described herein for the benefit of each
`
`other named Defendant.
`
`18.
`
`The identities of Defendants Does 1 through 10 are currently unknown to
`
`Instacart. On information and belief, these Doe defendants are scraping Instacart’s Platform at
`
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`Cornershop’s direction and under Cornershop’s control. Instacart will amend its Complaint to
`
`name each Doe defendant when it learns each Doe defendant’s true identity.
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`JURISDICTION AND VENUE
`
`19.
`
`This Court has federal subject matter jurisdiction over Instacart’s claims under the
`
`Copyright Act, DMCA, and CFAA pursuant to 28 U.S.C. § 1331 because those claims arise
`
`under federal law. The Court also has original jurisdiction over Instacart’s copyright claims
`
`under 28 U.S.C. § 1338(a).
`
`20.
`
`The Court has supplemental subject matter jurisdiction over Instacart’s state law
`
`claims pursuant to 28 U.S.C. § 1367(a) because the state law claims are so related to the federal
`
`claims that they form a part of the same case or controversy and derive from a common nucleus
`
`of operative facts.
`
`21.
`
`This Court has specific personal jurisdiction over each Defendant because each of
`
`Instacart’s claims arises out of each Defendant’s substantial, intentional contacts with Texas.
`
`22.
`
`Cornershop is copying and misappropriating Instacart’s images to support its
`
`operation of a highly interactive computer service that allows Texas residents to purchase
`
`products from Texas stores for immediate home delivery. Cornershop displays the images it
`
`scraped from Instacart to Texas users who access Cornershop’s application from their Texas
`
`homes.
`
`23.
`
`Shoppers using the Cornershop platform in Texas purchase goods at Texas stores
`
`for home delivery.
`
`24.
`
`Cornershop has advertised for several positions based in Dallas and Austin,
`
`Texas, including engineering and business development roles. Specifically, Cornershop has
`
`posted openings for multiple Backend Integrations Engineer positions in Dallas and Austin that
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`describe job duties including “[s]crap[ing] and maintain[ing] catalogs using multiple frameworks
`
`(scrapy, beautifulsoup, selenium, etc[.]” See Ex. A. Required skills include “[a]dvanced
`
`scraping” and the “[a]bility to generate good scrapers.” Id.
`
`25.
`
`Instacart uses Amazon Web Services (“AWS”), AWS S3 file storage services,
`
`and a database vendor called Snowflake to store and compute the data that powers its Platform.
`
`SnowFlake provides a cloud-based metadata “warehouse” for Instacart’s product images, which
`
`runs on AWS. Instacart’s images themselves are stored in Instacart’s AWS S3 file storage
`
`account.
`
`26.
`
`AWS provides a network of physical computer servers located across the country
`
`that store and compute data for internet companies.
`
`27.
`
`Instacart uses AWS’s CloudFront service as a content delivery network (“CDN”).
`
`A CDN is a distributed network of physical servers that facilitates streamlined delivery of
`
`content, and as relevant here, images of products, to individual users. CloudFront works by
`
`storing a cached copy of Instacart’s customer-facing content in local servers that are situated
`
`closer to end-users. These local servers are known as “EDGE servers.” In Texas, AWS operates
`
`EDGE servers in six locations around the Dallas/Fort Worth metropolitan area.
`
`28. When a user in Texas accesses the Instacart Platform, CloudFront transmits a
`
`cached version of the Platform to the user. In normal circumstances, a Texas user receives the
`
`cached version of the Platform from one of the Dallas/Fort Worth EDGE servers.
`
`29.
`
`On information and belief, Cornershop is scraping Instacart’s website at least in
`
`part from computers located in Texas. On information and belief, Cornershop’s Texas scrapers
`
`illegally accessed the cached version on Instacart’s website stored on EDGE servers located in
`
`the Dallas/Fort Worth metropolitan area.
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`30.
`
`Venue is proper in the Eastern District of Texas pursuant to 28 U.S.C.
`
`§ 1391(b)(2) because, as described herein, a substantial part of the events or omissions giving
`
`rise to Instacart’s claims occurred in this District.
`
`31.
`
`Specifically, shoppers using the Cornershop platform have offered delivery
`
`services in portions of Denton and Collins counties, which are located within the Eastern District
`
`of Texas.
`
`32. Without limitation, and by way of example, in the past month, a Cornershop user
`
`placed an order using the Cornershop application from an address in Plano, Texas, located within
`
`Collin County, Texas, within the Eastern District of Texas. A Cornershop shopper delivered the
`
`order to the same Plano, Texas address located within Collin County in the Eastern District of
`
`Texas.
`
`33.
`
`Cornershop has displayed misappropriated images to residents of this District,
`
`such that infringing use has occurred in this District. Instacart has sustained damages in this
`
`District as a result of Cornershop’s tortious activity directed towards and conducted within this
`
`District. Moreover, Cornershop has competed unfairly against Instacart within this District.
`
`GENERAL ALLEGATIONS
`
`I.
`
`INSTACART
`
`34.
`
`Founded in 2012 by Apoorva Mehta, Max Mullen, and Brandon Leonardo,
`
`Instacart is a San Francisco-based technology company that provides a Platform through which
`
`customers can purchase groceries and consumer packaged goods (“CPG”) from retailer partners
`
`and arrange for those goods to be delivered on an expedited basis by shoppers or made available
`
`for pickup from specified brick and mortar stores.
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`35.
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`In the United States, Instacart’s service is available in all 50 States and the
`
`District of Columbia. In Texas specifically, Instacart serves more than five hundred
`
`communities.
`
`36.
`
`For customers, the Instacart Platform offers on-demand shopping from numerous
`
`retailers through a single smartphone app or website, allowing them to combine goods from
`
`multiple stores into a single order, and facilitates delivery of the goods directly to their doorstep.
`
`37.
`
`For shoppers, Instacart provides an automated matching function using
`
`proprietary technology. The Instacart Platform offers the orders placed by customers to
`
`independent service providers with whom Instacart contracts. These providers, who use
`
`Instacart’s Platform to indicate their availability to receive and accept orders at their discretion,
`
`enter into written agreements to perform services as independent contractors.
`
`38.
`
`For retailers, Instacart provides a virtual marketplace through which goods can be
`
`sold and delivered. Instacart’s Platform provides a sophisticated catalog and data ingestion
`
`system that allows retailers to present a different set of products on a store-by-store basis.
`
`Retailers decide which items are offered for sale through the Instacart Platform and generally set
`
`the prices at which those items are offered.
`
`39.
`
`The company’s business is designed to serve—and draw revenue from—the e-
`
`commerce transactions performed through its Platform. Further, Instacart collects service fees for
`
`providing retailers a virtual marketplace through which goods can be sold and delivered.
`
`40.
`
`Like most other e-commerce technology platforms, Instacart also generates
`
`revenue through advertising, as retailers, CPG brands, and other businesses use its Platform to
`
`advertise and promote their stores, brands, or products.
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`41.
`
`Instacart is not a retailer and does not own or resell any goods. The company does
`
`not perform the actual transportation and delivery of the goods purchased through its Platform to
`
`consumers; instead, it has contracted with independent service providers who are able to access
`
`the Platform to provide delivery services.
`
`42.
`
`Instacart began as and remains a technology company, devoting most of its
`
`business to developing and maintaining the complex technology and related infrastructure
`
`necessary to operate its Platform.
`
`43.
`
`Instacart’s catalog is the largest online grocery inventory in the world, with over
`
`half a billion item listings from over 400 different retailers from over 30,000 stores across North
`
`America. It is made up of over 70 data sources, including third-party content aggregators,
`
`manufacturers, and proprietary copyrighted images taken as part of Instacart’s Mobile Photo
`
`Studio (“MoPho Studio”).4
`
`44.
`
`Instacart has invested significant time and resources into making the catalog a
`
`highly reactive system, allowing for changes to inventory, price, and other product attributes
`
`minute by minute. In addition to processing this data in real time from retailers, Instacart
`
`processes data from feedback from customers and shoppers using its Platform and other sources
`
`to ensure that the catalog is updated with pinpoint accuracy.5
`
`
`
`4 See “The story behind an Instacart order, Part 1: building a digital catalog” (May 8, 2019),
`available at https://tech.instacart.com/the-story-behind-an-instacart-order-part-1-building
`-a-digital-catalog-46df5a8ff705.
`5 Id.
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`45.
`
`Instacart’s catalog is the backbone of its service; it is the first thing a customer
`
`sees and the basis for all of Instacart’s business. Instacart has made a massive investment of time,
`
`effort, and resources to develop its format and functionality.
`
`46.
`
`It also has spent considerable time, effort, and resources curating its photographs
`
`to make them pleasing to the eye. The high quality of Instacart’s product photography
`
`differentiates it from its competitors.
`
`47.
`
`The strength and quality of Instacart’s catalog is a significant competitive
`
`advantage that has taken years of investment, creativity, technological innovation, and plain hard
`
`work to develop and perfect.
`
`48.
`
`Based upon an analysis of salary and other expenses, Instacart estimates that,
`
`since 2015, it has spent at least $17 million to create and maintain its catalog. But these are just
`
`the direct costs to Instacart, and do not include costs to implement and integrate the catalog as a
`
`seamless experience across its Platform.
`
`49.
`
`The value of Instacart’s exclusive catalog to its marketing share and profits, and
`
`its relationships and goodwill with retailers, customers, and vendors, is substantially greater, and
`
`is difficult, if not impossible, to quantify.
`
`II.
`
`INSTACART’S CREATION OF COPYRIGHTED IMAGES THROUGH MOBILE
`PHOTO STUDIO
`
`50.
`
`In the early days of Platform, one of the major pain points for Instacart was that
`
`there were items in a retailers’ catalog for which the retailer had no corresponding imagery—this
`
`was particularly the case for produce, meats and other perishable items, which are often seasonal
`
`or uncommon. This issue was more pronounced for smaller retailers or retailers without
`
`sophisticated e-commerce functions.
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`51.
`
`For example, a customer seeking to purchase an uncommon product, such as
`
`durian fruit, would see the description for an item, but no image. Instead, the customer would see
`
`an empty space or grey box rather than the appropriate photo of the item.
`
`52.
`
`This led to a poor experience for customers, retailers, shoppers and advertisers:
`
`customers would not purchase items they could not see images of, advertisers would not pay for
`
`advertising displayed next to a missing image, and retailers did not like the unprofessional look
`
`of their digital aisles.
`
`53.
`
`To solve this, Instacart decided to invest heavily in, and continues to invest
`
`heavily in, robust catalog efforts to fill in gaps in a retailer’s imagery or catalog with its own
`
`imagery and standard product descriptions.
`
`54.
`
`The proprietary, copyrighted images of groceries and other products that Instacart
`
`creates via the MoPho Studio are a key part of that effort. Instacart’s MoPho Studio was started
`
`in August 2015. Since then, Instacart has expanded the use of its MoPho Studio images to virtual
`
`storefronts for 412 retailers, including retailers who operate in Texas and elsewhere.
`
`55.
`
`The MoPho Studio is integral to Instacart’s efforts to create an overall business
`
`aesthetic that is clean, simple, modern, crisp, bright, direct, consistent, and visually enticing.
`
`56. MoPho Studio images help Instacart to offer customers a magical shopping
`
`experience via storefronts that reflect the highest aesthetic standards. By advertising products
`
`using these high-quality images, Instacart aims to create an experience that is at least as good as,
`
`if not better than, in-person shopping.
`
`57. MoPho Studio images are also crucial to Instacart’s partnerships with retailers.
`
`These high-quality images are designed to inspire new purchases and to encourage return visits
`
`to retailer virtual storefronts. Furthermore, Instacart’s proprietary images provide an essential
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`business advantage to retailers and small or local CPG producers that lack a complete product
`
`catalog of their own, allowing those retailers to showcase and market new products without
`
`going through the costly process of creating product images themselves.
`
`58.
`
`Both shoppers and retailers can participate in the MoPho Studio as photographers,
`
`and must photograph specified products in a manner consistent with Instacart’s guidelines and
`
`best practices. See Ex. B.
`
`59. MoPho Studio photographers must also use their independent judgment to apply
`
`Instacart’s aesthetic guidelines to each image to ensure that it contributes to the optimal shopping
`
`experience. Indeed, the requirements for successful MoPho Studio photographers include the
`
`ability to work independently and exercise independent creative judgment.
`
`60.
`
`The first step in creating a MoPho Studio image is obtaining a “lightbox.” A
`
`lightbox is a boxlike structure used to help eliminate shadows on light-colored surfaces, and to
`
`help produce even, consistent, bright lighting from all angles. Proper lighting is crucial to allow
`
`MoPho Studio photographers to take what Instacart calls “glamour” or “hero” shots of products
`
`— that is, images that are vibrant, attractive, and enticing, as opposed to images that are boring,
`
`muddled, or flat.
`
`61.
`
`The next step in creating a MoPho Studio image is product framing and
`
`placement, including adjustments to the subject matter to render it more aesthetically pleasing.
`
`Because of the diversity of product shapes and packaging, this step entails a considerable amount
`
`of personal aesthetic judgment, both on Instacart’s part and on the part of the individual
`
`photographer.
`
`62.
`
`Instacart encourages MoPho Studio photographers to review and refine their work
`
`before submitting it electronically to Instacart. In particular, Instacart suggests that
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`photographers take multiple photographs of a product from various angles, to ensure that
`
`Instacart can select the best version.
`
`63.
`
`The MoPho Studio photographer then selects the highest quality images taken in a
`
`session, and uploads those photos for Instacart’s further review and retouching. Instacart
`
`accomplishes its second-level review and retouching through a vendor with technical expertise in
`
`the area.
`
`64.
`
`Instacart has provided this vendor with detailed instructions regarding its desired
`
`aesthetic and the means of selecting and creating images consistent with it. See Ex. C. Although
`
`the vendor is expected to comply with Instacart’s creative direction, each image requires
`
`independent aesthetic judgment to retouch it in a manner that creates images that are enticing to
`
`customers.
`
`65.
`
`During second-level review, Instacart’s vendor discards any images that fail
`
`Instacart’s minimum criteria for subject matter, lighting, angle, perspective, framing, focus, or
`
`color.
`
`66.
`
`During the retouching process, Instacart’s vendor also crops, rotates, resizes, and
`
`reframes images as necessary to satisfy Instacart’s aesthetic values. As necessary during
`
`retouching, Instacart’s vendor may also add color saturation, brightness, and contrast to eliminate
`
`background anomalies and bring the image closer to the clean, crisp, bright, modern aesthetic
`
`prevailing in the current catalog.
`
`67.
`
`Instacart’s MoPho Studio produces images that spark customers’ passion and
`
`excitement for the foods and products they love, and inspires them to continue returning to
`
`retailer storefronts on the Instacart Platform for their shopping needs.
`
`
`
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`Case 2:20-cv-00240-JRG Document 1 Filed 07/16/20 Page 16 of 57 PageID #: 16
`
`III.
`
`CORNERSHOP
`
`68.
`
`Cornershop, which was founded in 2015 by Oskar Hjertonsson, Daniel
`
`Undurraga, and Juan Pablo Cuevas, is an online and app-based platform that allows consumers to
`
`purchase products from local stores for on-demand and scheduled delivery. In many respects,
`
`Cornershop’s operational model closely resembles Instacart’s.
`
`69.
`
`Launched in Chile, Cornershop has expanded operations to Peru, Colombia,
`
`Brazil, Mexico, and Canada.
`
`70.
`
`In the process of seeking and acquiring investments, Cornershop has held itself
`
`out to investors as an “Instacart for Latin America.”6 In other words, Cornershop went into
`
`business with the intent to copy Instacart’s successful business model.
`
`71.
`
`On May 7, 2020, after five years of operating exclusively outside the United
`
`States, Cornershop launched in Miami and Dallas.
`
`72.
`
`Cornershop advertises that it provides delivery services to the following locales:
`
`a)
`
`In Dallas: North Dallas, East Dallas, Highland Park, Greeneville, Knox-
`
`Henderson, Uptown, Oak Lawn, Old East Dallas, Downtown, Deep Ellum, Design
`
`District, Oak Cliff/West Dallas, South Dallas, Plano, Lewisville, Frisco, Allen,
`
`Carrollton, Irving, and The Colony; and
`
`b)
`
`In Miami: Miami Beach, North Miami, Upper East Side, Little Haiti,
`
`Little River, Buena Vista, Design District, Wynwood, Edgewater, Midtown, Downtown,
`
`Brickell, Key Biscayne, Little Havana, Liberty City, Riverside, Civic Center, The Roads,
`
`
`
`6 See “Jackson Square Ventures just closed its third fund with $193 million; here’s how it plans
`to invest it” (October 14, 2019), available at https://techcrunch.com/2019/10/14/jackson-square-
`ventures-just-closed-its-third-fund-with-193-million-heres-how-it-plans-to-invest-it.
`
`
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`Case 2:20-cv-00240-JRG Document 1 Filed 07/16/20 Page 17 of 57 PageID #: 17
`
`Coconut Grove, Coral Way, Coral Gables, South Miami, Miracle Mile, West Flager, and
`
`Allapattah.7
`
`73.
`
`Despite Cornershop’s admitted interest in replicating the Instacart model,
`
`Cornershop does not collaborate with retailers in the same way as Instacart.
`
`74. Whereas Instacart partners with retailers to provide consumer-facing storefronts,
`
`Cornershop states on its website that it does not enter into “long-term contracts” with retailers.8
`
`75.
`
`Instead, Cornershop simply asks retailers to register on its website. According to
`
`the website, once a retailer has registered, Cornershop checks whether the store meets its
`
`requirements. If it does, Cornershop states on its website that it invites the retailer to launch its
`
`store on Cornershop’s platform.9
`
`76.
`
`Although Cornershop is currently only delivering in the United States in the
`
`Miami and Dallas metro areas, it is expanding rapidly. Cornershop has already posted job
`
`openings for San Francisco, Washington, D.C., New York, and Austin. See Ex. A.
`
`77.
`
`On October 11, 2019, Uber announced its plans to buy a majority stake in
`
`Cornershop.10 According to media reports, the deal involves a reported $459 million for a 51%
`
`stake of Cornershop, putting Cornershop’s overall valuation close to $1 billion dollars.11
`
`
`
`7 See “FAQ Shoppers Growth US,” (last accessed June 24, 2020), available at
`https://cornershopapp.com/en-us/shoppers/candidates/faq.
`8 “Cornershop for stores,” (last accessed June 19, 2020), available at
`https://Cornershopapp.com/en-us/stores.
`9 Id.
`10 See “Uber to Acquire Majority Ownership in Cornershop” (October 11, 2019), available at
`https://investor.uber.com/news-events/news/press-release-details/2019/Uber-to-Acquire-
`Majority-Ownership-in-Cornershop/default.aspx.
`11 See “Uber’s Latin American Antitrust Challenges Regarding its $459 Million Acquisition of
`51% of Cornershop” (March 24, 2020), available at https://medium.com/@evan.epstein/ubers-
`
`
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`Case 2:20-cv-00240-JRG Document 1 Filed 07/16/20 Page 18 of 57 PageID #: 18
`
`IV.
`
`INSTACART DISCOVERS CORNERSHOP’S SCRAPING AND COPYING OF
`ITS COPYRIGHTED IMAGES AND OTHER PROPRIETARY DATA
`
`78.
`
`On May 7, 2020, the day Cornershop launched in Dallas and Miami, Instacart
`
`discovered that Cornershop had stolen and copied thousands of Instacart’s images, including
`
`copyrighted images created via the MoPho Studio, images Instacart has received a license to use
`
`from its retailer partners, and images which Instacart licenses from other sources.
`
`79.
`
`Not only has Cornershop reproduced Instacart’s copyrighted images, it has also
`
`copied product titles, pricing, and product information, including product availability data.
`
`80.
`
`On information and belief, Cornershop has used and/or procured, and continues to
`
`use and/or procure, Instacart’s copyrighted images, pricing, and product data by engaging in,
`
`directing, controlling, or procuring “scraping,” “crawling,” and/or the use of a “robot” or
`
`“spider.” In brief, all of these terms refer to the use of automated software to extract and store
`
`data from a website for future use by the scraper.
`
`81.
`
`The automated scraping software or system used by Cornershop, and/or its agents,
`
`enables Cornershop and/or its agents to enter into and use, or to cause to be entered into and
`
`used, the Instacart Platform and its content by mimicking an actual customer.
`
`82.
`
`On information and belief, Cornershop’s employees and/or agents created
`
`Instacart user accounts to access Instacart’s full catalog from a “logged in state” before and/or in
`
`the course of running scraping tools.
`
`83.
`
`Upon entering into and using the Instacart Platform, Cornershop and/or its agents
`
`have conducted or caused large-scale searches for retailer products on Instacart’s virtual retailer
`
`
`
`latin-american-antitrust-challenges-regarding-its-459m-acquisition-of-51-of-cornershop-
`21fd70bcecbf.
`
`
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`Case 2:20-cv-00240-JRG Document 1 Filed 07/16/20 Page 19 of 57 PageID #: 19
`
`storefronts, which Cornershop and/or its agents then copied, or cause to be copied, and uploaded
`
`onto Cornershop’s own platform to advertise products and groceries.
`
`
`
`V.
`
`SCRAPING CATALOGS IS A KEY PART OF CORNERSHOP’S BUSINESS
`MODEL
`
`84.
`
`Cornershop cannot dispute that scraping is a part of its business model.
`
`Cornershop has pos

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